Departments

 

VISSION 

To be an internationally recognized destination in business support through the registration of Company and protection of names, uniforms and badges by providing service that is technologically innovative and conducive for investment.

MANDATE

The mission of The Registrar of Companies is to ensure legal formation and operations of Companies in Swaziland.

LEGAL INSTRUMENTS

Companies Act No: 8 of 2009

Protection of Names, Uniforms and Badges Act no. 10 of 1969

COMPANY REGISTRATION AND PROCESSES

Formation and collation of company memorandums and articles of association shall be done in compliance with The Companies Act No 8 of 2009.

 

PROCESSES

Firstly a unique Company name has to be reserved in the company register before registration of the company. This involves searching from our registers (automated and online) if the name is available and free for use. This process can also be done manually over the counter and available online on https://www.online.gov.sz . If the chosen name is free for use, a reply in writing or a reply online will be given to the user instantly.

Once this process has been done, Memorandums and Articles of Association will be compiled and prepared by the users. The standardized company registration forms are also available and downloadable online on www.gov.sz classed according to the type of Company in compliance with the Companies Act. Such forms will be submitted at the office the Registrar of Companies 3^rd floor Justice building office 312 for registration and incorporation accompanied by a payment receipt from any Swaziland revenue office. Registration and incorporation of Companies shall take 3 days in Swaziland.

Other accompanying documents will include:

• reservation application and reply

• Directors TIN (Tax identity number)

• Directors Identity documents

• declaration of Compliance

COMPANY REGISTRATION FEES

Payment fees where Nominal capital does not exceed E10.000 > (E625.00)

• does not exceed E 30.000 > (E925.00)

• does not exceed E 50.000 > (E1300.00)

• exceeds E 50.000 < (E1825.00)

Foreign companies to be registered locally

A foreign company shall within 21 (twenty one) days after establishing a place of business in Swaziland lodge with the office of the Registrar of Companies in compliance with the Companies Act;

• A certified copy of the memorandum and Certificate of Incorporation of the company in English and if not written in English a certified translation in English from the country of origin. A notice of a registered office in Swaziland which shall be a place located in premises to which all communications be addressed to and delivered.

• A registered postal address to which all mail notices may be served to.

• The name and addresses of the auditor of the company in Swaziland.

• Each director if permanently employed will provide his full forenames, surnames, or any other name, his nationality, occupation, his relevant qualifications, his residential, business, and postal addresss, proof of compliance with the immigration laws and his date of appointment in the company.

• The local manager, secretaries and any other member of the executive will also submit their full forenames, surname, nationality occupation, relevant qualifications, their residential, business and postal addresses, proof of compliance with immigration laws and their appointment in the company.

* Company registration payment fees for foreign companies are the same as those for local companies.

A Form J will be lodged within 21 days from the date of Incorporation of the company. This is a form for confirmation and alterations for company directors and members of the company.

COMPANY RENEWALS

Every company including a foreign company shall not earlier than the 1^st of July or later than 31^st August of any calendar year make annual returns in the prescribed Form C accompanied by the prescribed fee. The annual return shall be signed by one of the directors or secretary of the company and a copy shall be lodged with the office of the Registrar of Companies accompanied by a receipt of payment from the government revenue.

Public companies and Associations not for gain shall send to the Registrar of Companies a copy of the companies and associations of audited annual financial statements.

COMPANY FORMS FOR REGISTRATION AND UPDATES

FORM-J

FORM-C

FORM E / TF42

PROCESSES AND REQUIREMENTS FOR REGISTRATION

PUBLIC COMPANY

PRIVATE COMPANY

NON  PROFIT MAKING  ASSOCIATION

ONLINE SERVICES WALKTHROUGH:

Accessing the system

The system shall be accessed via the internet by using any browser such as the internet explorer, Firefox, and Google chrome. Internally within the Swaziland government network, i.e. any government office where there is the government network, the system shall be accessed using the following URL: https://govoline

Otherwise anywhere else outside the government intranet the system available shall accessed on INTERNET EXPLORER or any web browser by typing this URL:

https://www.online.gov.sz on the address bar. You will be taken through a security certificate, press PROCEED to be logged on.

To access the Company online name search and the company reservation modules you click on the Business tab on the menu and further select Business registration and you will find the following links.

Business tab

1.Company name search

 

2. Company reservation

The result is that if the name already exists from the database then the list of similar names shall be shown in a grid on the search screen. This means that you cannot reserve this name because it is similar to a Company name that is registered or reserved in the database. If on the other hand no list of similar names is displayed on the grid then the name you specified can be reserved because it is not in the database.

Company name reservation.

The system logon screen as shown above requires that the user provides the username and password in order to access the reservation module. This will be availed during the sign in. The purpose of the logon screen is so that we can have a database of the people who access our system and also to be able to display a view of the company names that have already been reserved by the individual.

NB:

1. The Registrar may on written application or on an online application reserve a name pending registration of a Company or a change of a name by an existing company and such reservation and such the reservation shall be 60 days or much longer period, not in all exceeding in all 90 days ,as The Registrar may, for special reasons allow.

2. No name shall be reserved and no Company shall be registered by a name which is identical with that for which a reservation is current or with that of a registered company or a registered foreign Company, which so resembles any such name as to be calculated to deceive unless the registered company or registered foreign company is in liquidation and signified its consent to the registration in such manner as the Registrar may require.

3. Unless ordered by The Minister, the Registrar shall not register a company by a name which in his opinion is calculated to mislead the public or to cause annoyance or an offence to any person or class of persons or is suggestive of blasphemy or indecency, or a name representing an occupation for which personal qualifications are required.

4. Without the consent of the Minister, no Company shall be registered by a name which include the words “Commonwealth, Crown, Government, Royal, Prime Minister, State”, or the combined words “United Nations, or any other word or words, abbreviation or initial which import or suggest that it enjoys or will enjoy the patronage of the King or Ngwenyama, or of the

5. Government of any other country or of any department of any such Government or of the General Assembly of the United Nations.

 

CONTACTS:

Mhlambanyatsi road

Justice building 3^rd floor

P.o box 451

Mbabane

Phone: +268 2404 2372

Fax: +268 2404 4711